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KINA SECURITIES LIMITED — Director's Dealing 2021
Jun 22, 2021
65205_rns_2021-06-22_50903bab-8bab-45a1-9def-c363e2543c49.pdf
Director's Dealing
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23 June 2021
ASX Markets Announcement Office Exchange Centre 20 Bridge Street Sydney NSW 2000
Australia
PNGX Markets Harbourside West Building Unit 1B.02, Level 1, Stanley Esplanade Down Town, Port Moresby 121
Papua New Guinea
BY ELECTRONIC LODGEMENT
Late Lodgment of Appendix 3G and Appendix 3Y
Please find attached an Appendix 3G Notification of issue, conversion or payment up of equity securities ( Appendix 3G ) and Appendix 3Y Change of Director’s Interest Notice for Greg Pawson ( Appendix 3Y ), in relation to the Allocation of 2,270,773 Performance Rights ( Rights ) under the Kina Performance Rights Plan for the financial year ended 31 December 2020 ( FY20 ), as approved by shareholders at the Annual General Meeting held on 26 May 2021, comprising:
-
a) 683,414 Rights to Mr Greg Pawson, the Company’s MD & CEO, comprising 350,041 Short Term Incentive Award Rights and 333,414 Long Term Incentive Award Rights; and
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b) 1,587,359 Rights to Key Management Personnel.
2,270,773
For the purposes of Listing Rule 18.7, Kina provides the following information:
-
The late lodgment of the Appendix 3G and Appendix 3Y is due to an administrative oversight by the Company. As soon as the oversight was identified, the attached Appendix 3G and Appendix 3Y were lodged with the ASX.
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Kina has the following arrangements in place under Listing Rule 3.19B with its directors to ensure that it is able to meet its disclosure obligations under Listing Rule 3.19A:
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a) the Company and its directors are aware of their obligations under the ASX Listing Rules including Listing Rules 3.19A and 3.19B, and the Company has reinforced these with each director and its share registry; and
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b) in accordance with Listing Rule 3.19B and Guidance Note 22, Kina has entered into Disclosure of Director's Interests Agreements with each of its directors when they are appointed to the Kina Board, which are regularly reviewed and formally updated at each meeting of the Board.
-
Kina confirms that following this incident, the Company has reviewed its processes and believe that the Company’s disclosure arrangements are adequate and are being enforced and that this was an isolated incident which does not involve any substantive breach of the ASX Listing Rules.
Yours sincerely
Chetan Chopra Company Secretary
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This appendix is not available as an online form Please fill in and submit as a PDF announcement
+Rule 3.10.3A, 3.10.3B, 3.10.3C
Appendix 3G
Notification of issue, conversion or payment up of equity +securities
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
If you are an entity incorporated outside Australia and you are issuing a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.
*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.
Part 1 - Entity and announcement details
| Question no |
Question | Answer |
|---|---|---|
| 1.1 | *Name of entity We (the entity here named) give notice of the issue, conversion or payment up of the following unquoted +securities. |
KINA SECURITIES LIMITED |
| 1.2 | *Registration type and number Please supply your ABN, ARSN, ARBN, ACN or another registration type and number (if you supply another registration type, please specify both the type of registration and the registration number). |
ARBN 606 168 594 |
| 1.3 | *ASX issuer code | KSL |
| 1.4 | *This announcement is Tick whichever is applicable. |
☒A new announcement ☐An update/amendment to a previous announcement ☐A cancellation of a previous announcement |
| 1.4a | *Reason for update Mandatory only if “Update” ticked in Q1.4 above. A reason must be provided for an update. |
Not Applicable |
| 1.4b | *Date of previous announcement to this update Mandatory only if “Update” ticked in Q1.4 above. |
Not Applicable |
| 1.4c | *Reason for cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. |
Not Applicable |
| 1.4d | *Date of previous announcement to this cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. |
Not Applicable |
| 1.5 | *Date of this announcement | 23 June 2021 |
- See chapter 19 for defined terms 31 January 2020
Page 1
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
Part 2 - Type of issue
| Question No. |
Question | Answer |
|---|---|---|
| 2.1 | *The +securities the subject of this notification are: Select whichever item is applicable. If you wish to notify ASX of different types of issues of securities, please complete a separate Appendix 3G for each type of issue. |
☐+Securities issued as a result of options being exercised or other +convertible +securities being converted and that are not to be quoted on ASX ☐Partly paid +securities that have been fully paid up and that are not to be quoted on ASX ☒+Securities issued under an +employee incentive scheme that are not being immediately quoted on ASX ☐Other [please specify] If you have selected ‘other’ please provide the circumstances of the issue here: |
| 2.2a.1 | Please state the number and type of options that were exercised or other +convertible securities that were converted (including their ASX security code if available)? Answer this question if your response to Q2.1 is “securities issued as a result of options being exercised or other convertible securities being converted and that are not to be quoted on ASX”. |
Not Applicable |
| 2.2a.2 | And the date the options were exercised or other +convertible securities were converted: Answer this question if your response to Q2.1 is “securities issued as a result of options being exercised or other convertible securities being converted and that are not to be quoted on ASX”. Note: If this occurred over a range of dates, enter the date the last of the options was exercised or convertible securities was converted. |
Not Applicable |
| 2.2b.1 | Please state the number and type of partly paid +securities that were fully paid up (including their ASX security code if available)? Answer this question if your response to Q2.1 is “partly paid securities that have been paid up and that are not to be quoted on ASX”. |
Not Applicable |
| 2.2b.2 | And the date the+securities were fully paid up: Answer this question if your response to Q2.1 is “partly paid securities that have been paid up and that are not to be quoted on ASX”. Note: If this occurred over a range of dates, enter the date the last of the securities was fully paid up. |
Not Applicable |
- See chapter 19 for defined terms 31 January 2020
Page 2
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
payment up of equity +securities |
payment up of equity +securities |
||||
|---|---|---|---|---|---|
| 2.2c.1 | Please state the number and type of +securities (including their ASX security code) issued under an +employee incentive scheme that are not being immediately quoted on ASX Answer this question if your response to Q2.1 is “securities issued under an employee incentive scheme that are not being immediately quoted on ASX”. |
2,270,773 KSLAA: unquoted performance rights issued to senior executives |
|||
| 2.2c.2 | *Please attach a document or provide details of a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms. Answer this question if your response to Q2.1 is “securities issued under an employee incentive scheme that are not being immediately quoted on ASX”. |
https://investors.kinabank.com.pg/FormBuild er/_Resource/_module/n3fyS58U7kCjX2Pn- l57KA/doc/agm/Kina-Performance-Rights- Plan-Rules.pdf |
|||
| 2.2c.3 | *Are any of these +securities being issued to +key management personnel (KMP) or an +associate Answer this question if your response to Q2.1 is “securities issued under an employee incentive scheme that are not being immediately quoted on ASX”. |
Yes | |||
| 2.2c.3.a | Provide details of the recipients and the number of +securities issued to each of them. Answer this question if your response to Q2.1 is “securities issued under an employee incentive scheme that are not being immediately quoted on ASX” and your response to Q2.2c.3 is “Yes”. Repeat the detail in the table below for each KMP involved in the issue. If the securities are being issued to the KMP, repeat the name of the KMP or insert “Same” in “Name of registered holder”. If the securities are being issued to an associate of a KMP, insert the name of the associate in “Name of registered holder”. Name of KMP Name of registered holder Number of +securities Gregory Pawson Gregory Pawson 683,414 Chetan Chopra Chetan Chopra 307,584 Ivan Vidovich Ivan Vidovich 247,191 Michael Van Dorssen Michael Van Dorssen 193,820 Deepak Gupta Deepak Gupta 176,967 Nathan Wingti Nathan Wingti 169,944 Johnson Kalo Johnson Kalo 155,056 Lesieli Taviri Lesieli Taviri 127,528 Gavin Heard Gavin Heard 105,618 Asi Nauna Asi Nauna 103,651 Total 2,270,773* |
||||
| name of the associate in “Name of | registered holder”. | ||||
| Name of KMP | Name of registered holder | Number of +securities | |||
| Gregory Pawson | Gregory Pawson | 683,414 | |||
| Chetan Chopra | Chetan Chopra | 307,584 | |||
| Ivan Vidovich | Ivan Vidovich | 247,191 | |||
| Michael Van Dorssen | Michael Van Dorssen | 193,820 | |||
| Deepak Gupta | Deepak Gupta | 176,967 | |||
| Nathan Wingti | Nathan Wingti | 169,944 | |||
| Johnson Kalo | Johnson Kalo | 155,056 | |||
| Lesieli Taviri | Lesieli Taviri | 127,528 | |||
| Gavin Heard | Gavin Heard | 105,618 | |||
| Asi Nauna | Asi Nauna | 103,651 | |||
| Total | 2,270,773 | ||||
- See chapter 19 for defined terms 31 January 2020
Page 3
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
payment up of equity +securities |
||
|---|---|---|
| 2.2d.1 | *The purpose(s) for which the entity is issuing the +securities is: Answer this question if your response to Q2.1 is “Other”. You may select one or more of the items in the list. |
☐To raise additional working capital ☐To fund the retirement of debt ☐To pay for the acquisition of an asset [provide details below] ☐To pay for services rendered [provide details below] ☐Other [provide details below] Additional details: Not Applicable |
| 2.2d.2 | Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including (if applicable) why the issue of the +securities has not been previously announced to the market in an Appendix 3B You must answer this question if your response to Q2.1 is “Other”. If there is no other information to provide, please answer “Not applicable” or “N/A”. |
Not Applicable |
| 2.3 | *The +securities being issued are: Tick whichever is applicable |
☒Additional +securities in an existing unquoted class that is already recorded by ASX ("existing class") ☐New +securities in an unquoted class that is not yet recorded by ASX ("new class") |
Part 3A - number and type of +securities being issued (existing class)
Answer the questions in this part if your response to Q2.3 is “existing class”.
| Question No. |
Question | Answer |
|---|---|---|
| 3A.1 | *ASX security code & description | KSLAA: Unquoted performance rights issued to senior executives |
| 3A.2 | *Number of +securities being issued | 2,270,773 |
| 3A.3a | *Will the +securities being issued rank equally in all respects from their issue date with the existing issued +securities in that class? |
Yes |
| 3A.3b | *Is the actual date from which the +securities will rank equally (non-ranking end date) known? Answer this question if your response to Q3A.3a is “No”. |
Not Applicable |
| 3A.3c | *Provide the actual non-ranking end date Answer this question if your response to Q3A.3a is “No” and your response to Q3A.3b is “Yes”. |
Not Applicable |
| 3A.3d | *Provide the estimated non-ranking end period Answer this question if your response to Q3A.3a is “No” and your response to Q3A.3b is “No”. |
Not Applicable |
- See chapter 19 for defined terms 31 January 2020
Page 4
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
| 3A.3e | *Please state the extent to which the +securities do not rank equally: •in relation to the next dividend, distribution or interest payment; or •for any other reason Answer this question if your response to Q3A.3a is “No”. For example, the securities may not rank at all, or may rank proportionately based on the percentage of the period in question they have been on issue, for the next dividend, distribution or interest payment; or they may not be entitled to participate in some other event, such as an entitlement issue. |
Not Applicable |
|---|---|---|
Part 3B - number and type of +securities being issued (new class)
Answer the questions in this part if your response to Q2.3 is “new class”.
| Question No. |
Question | Answer |
|---|---|---|
| 3B.1 | *Security description | Not Applicable |
| 3B.2 | *Security type Select one item from the list that best describes the securities the subject of this form. This will determine more detailed questions to be asked about the security later in this section. Select “ordinary fully or partly paid shares/units” for stapled securities or CDIs. For interest rate securities, please select the appropriate choice from either “Convertible debt securities” or “Non- convertible debt securities”. Select “Other” for performance shares/units and performance options/rights or if the selections available in the list do not appropriately describe the security being issued. |
☐Ordinary fully or partly paid shares/units ☐Options ☐+Convertible debt securities ☐Non-convertible +debt securities ☐Redeemable preference shares/units ☐Other Not Applicable |
| 3B.3 | ISIN code Answer this question if you are an entity incorporated outside Australia and you are issuing a new class of securities other than CDIs. See also the note at the top of this form. |
Not Applicable |
| 3B.4 | *Number of +securities being issued | Not Applicable |
| 3B.5a | *Will all the +securities issued in this class rank equally in all respects from the issue date? |
Not Applicable |
| 3B.5b | *Is the actual date from which the +securities will rank equally (non-ranking end date) known? Answer this question if your response to Q3B.5a is “No”. |
Not Applicable |
| 3B.5c | *Provide the actual non-ranking end date Answer this question if your response to Q3B.5a is “No” and your response to Q3B.5b is “Yes”. |
Not Applicable |
| 3B.5d | *Provide the estimated non-ranking end period Answer this question if your response to Q3B.5a is “No” and your response to Q3B.5b is “No”. |
Not Applicable |
- See chapter 19 for defined terms 31 January 2020
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This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
payment up of equity +securities |
|||
|---|---|---|---|
| 3B.5e | *Please state the extent to which the +securities do not rank equally: •in relation to the next dividend, distribution or interest payment; or •for any other reason Answer this question if your response to Q3B.5a is “No”. For example, the securities may not rank at all, or may rank proportionately based on the percentage of the period in question they have been on issue, for the next dividend, distribution or interest payment; or they may not be entitled to participate in some other event, such as an entitlement issue. |
Not Applicable | |
| 3B.6 | Please attach a document or provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued You may cross reference a disclosure document, PDS, information memorandum, investor presentation or other announcement with this information provided it has been released to the ASX Market Announcements Platform. |
Not Applicable | |
| 3B.7 | *Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1? Answer this question only if you are an ASX Listing. (ASX Foreign Exempt Listings and ASX Debt Listings do not have to answer this question). If your response is “No” and the securities have any unusual terms, you should approach ASX as soon as possible for confirmation under listing rule 6.1 that the terms are appropriate and equitable. |
Not Applicable | |
| 3B.8a | Ordinary fully or partly paid shares/units Answer the questions in this section if you selected this |
details security type in your response to Question 3B.2. |
|
| *+Security currency This is the currency in which the face amount of an issue is denominated. It will also typically be the currency in which distributions are declared. |
Not Applicable | ||
| *Will there be CDIs issued over the +securities? |
Not Applicable | ||
| *CDI ratio Answer this question if you answered “Yes” to the previous question. This is the ratio at which CDIs can be transmuted into the underlying security (e.g. 4:1 means 4 CDIs represent 1 underlying security whereas 1:4 means 1 CDI represents 4 underlying securities). |
Not Applicable | ||
| *Is it a partly paid class of +security? | Not Applicable |
- See chapter 19 for defined terms
31 January 2020
Page 6
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
payment up of equity +securities |
||
|---|---|---|
| *Paid up amount: unpaid amount Answer this question if answered “Yes” to the previous question. The paid up amount represents the amount of application money and/or calls which have been paid on any security considered ‘partly paid’ The unpaid amount represents the unpaid or yet to be called amount on any security considered ‘partly paid’. The amounts should be provided per the security currency (e.g. if the security currency is AUD, then the paid up and unpaid amount per security in AUD). |
Not Applicable | |
| *Is it a stapled +security? This is a security class that comprises a number of ordinary shares and/or ordinary units issued by separate entities that are stapled together for the purposes of trading. |
Not Applicable | |
| 3B.8b | Option details Answer the questions in this section if you selected this security type in your response to Question 3B.2. |
|
| *+Security currency This is the currency in which the exercise price is payable. |
Not Applicable | |
| *Exercise price The price at which each option can be exercised and convert into the underlying security. If there is no exercise price please answer as $0.00. The exercise price should be provided per the security currency (i.e. if the security currency is AUD, the exercise price should be expressed in AUD). |
Not Applicable | |
| *Expiry date The date on which the options expire or terminate. |
Not Applicable | |
| *Details of the number and type of +security (including its ASX security code if the +security is quoted on or recorded by ASX) that will be issued if an option is exercised For example, if the option can be exercised to receive one fully paid ordinary share with ASX security code ABC, please insert “One fully paid ordinary share (ASX:ABC)“. |
Not Applicable | |
| 3B.8c | Details of non-convertible +debt securities, +convertible debt securities, or redeemable preference shares/units Answer the questions in this section if you selected one of these security types in your response to Question 3B.2. Refer to Guidance Note 34 and the “Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities” for further information on certain terms used in this section |
|
| *Type of +security Select one item from the list |
☐Simple corporate bond ☐Non-convertible note or bond ☐Convertible note or bond ☐Preference share/unit ☐Capital note ☐Hybrid security ☐Other Not Applicable |
- See chapter 19 for defined terms 31 January 2020
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This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
payment up of equity +securities |
||
|---|---|---|
| *+Security currency This is the currency in which the face value of the security is denominated. It will also typically be the currency in which interest or distributions are paid. |
Not Applicable | |
| Face value This is the principal amount of each security. The face value should be provided per the security currency (i.e. if security currency is AUD, then the face value per security in AUD). |
Not Applicable | |
| *Interest rate type Select one item from the list Select the appropriate interest rate type per the terms of the security. Definitions for each type are provided in the Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities |
☐Fixed rate ☐Floating rate ☐Indexed rate ☐Variable rate ☐Zero coupon/no interest ☐Other Not Applicable |
|
| Frequency of coupon/interest payments per year Select one item from the list. |
☐Monthly ☐Quarterly ☐Semi-annual ☐Annual ☐No coupon/interest payments ☐Other Not Applicable |
|
| First interest payment date A response is not required if you have selected “No coupon/interest payments” in response to the question above on the frequency of coupon/interest payments |
Not Applicable | |
| Interest rate per annum Answer this question if the interest rate type is fixed. |
Not Applicable | |
| *Is the interest rate per annum estimated at this time? Answer this question if the interest rate type is fixed. |
Not Applicable | |
| If the interest rate per annum is estimated, then what is the date for this information to be announced to the market (if known) Answer this question if the interest rate type is fixed and your response to the previous question is “Yes”. Answer “Unknown” if the date is not known at this time. |
Not Applicable | |
| *Does the interest rate include a reference rate, base rate or market rate (e.g. BBSW or CPI)? Answer this question if the interest rate type is floating or indexed |
Not Applicable | |
| *What is the reference rate, base rate or market rate? Answer this question if the interest rate type is floating or indexed and your response to the previous question is “Yes”. |
Not Applicable |
- See chapter 19 for defined terms 31 January 2020
Page 8
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
payment up of equity +securities |
||
|---|---|---|
| *Does the interest rate include a margin above the reference rate, base rate or market rate? Answer this question if the interest rate type is floating or indexed. |
Not Applicable | |
| *What is the margin above the reference rate, base rate or market rate (expressed as a percent per annum) Answer this question if the interest rate type is floating or indexed and your response to the previous question is “Yes”. |
Not Applicable | |
| *S128F of the Income Tax Assessment Act status applicable to the +security Select one item from the list For financial products which are likely to give rise to a payment to which s128F of the Income Tax Assessment Act applies, ASX requests issuers to confirm the s128F status of the security: • “s128F exempt” means interest payments are not taxable to non-residents; • “Not s128F exempt” means interest payments are taxable to non-residents; • “s128F exemption status unknown” means the issuer is unable to advise the status; • “Not applicable” means s128F is not applicable to this security |
☐s128F exempt ☐Not s128F exempt ☐s128F exemption status unknown ☒Not applicable |
|
| *Is the +security perpetual (i.e. no maturity date)? |
Not Applicable | |
| *Maturity date Answer this question if the security is not perpetual |
Not Applicable | |
| *Select other features applicable to the +security Up to 4 features can be selected. Further information is available in the Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities. |
☐Simple ☐Subordinated ☐Secured ☐Converting ☐Convertible ☐Transformable ☐Exchangeable ☐Cumulative ☐Non-Cumulative ☐Redeemable ☐Extendable ☐Reset ☐Step-Down ☐Step-Up ☐Stapled ☐None of the above Not Applicable |
|
| *Is there a first trigger date on which a right of conversion, redemption, call or put can be exercised (whichever is first)? |
Not Applicable |
- See chapter 19 for defined terms 31 January 2020
Page 9
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
payment up of equity +securities |
||
|---|---|---|
| *If yes, what is the first trigger date Answer this question if your response to the previous question is “Yes”. |
Not Applicable | |
| Details of the number and type of +security (including its ASX security code if the +security is quoted on ASX) that will be issued if the securities to be quoted are converted, transformed or exchanged Answer this question if the security features include “converting”, “convertible”, “transformable” or “exchangeable”. For example, if the security can be converted into 1,000 fully paid ordinary shares with ASX security code ABC, please insert “1,000 fully paid ordinary shares (ASX:ABC)“. |
Not Applicable |
Part 4 - Issue details
| Question No. |
Question | Answer |
|---|---|---|
| 4.1 | *Have the +securities been issued yet? | Yes |
| 4.1a | *What was their date of issue? Answer this question if your response to Q4.1 is “Yes”. |
28 May 2021 |
| 4.1b | *What is their proposed date of issue? Answer this question if your response to Q4.1 is “No”. |
Not Applicable |
| 4.2 | *Are the +securities being issued for a cash consideration? If the securities are being issued for nil cash consideration, answer this question “No”. |
No |
| 4.2a | *In what currency is the cash consideration being paid For example, if the consideration is being paid in Australian Dollars, state AUD. Answer this question if your response to Q4.2 is “Yes”. |
Not Applicable |
| 4.2b | *What is the issue price per +security Answer this question if your response to Q4.2 is “Yes” and by reference to the issue currency provided in your response to Q4.2a. Note: you cannot enter a nil amount here. If the securities are being issued for nil cash consideration, answer Q4.2 as “No” and complete Q4.2c. |
Not Applicable |
| 4.2c | Please describe the consideration being provided for the +securities Answer this question if your response to Q4.2 is “No”. |
Not Applicable |
| 4.3 | Any other information the entity wishes to provide about the issue |
No |
- See chapter 19 for defined terms 31 January 2020
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Appendix 3G Notification of issue, conversion or payment up of equity +securities
Part 5 - Unquoted +securities on issue
Following the issue of the +securities the subject of this application, the unquoted issued +securities of the entity will comprise:
Note: the figures provided in the table in section 5.1 below are used to calculate part of the total market capitalisation of the entity published by ASX from time to time. Please make sure you include in the table each class of unquoted securities issued by the entity. Restricted securities should be included in table 5.1.
| 5.1 | ||||
|---|---|---|---|---|
| *ASX security code and description | *Total number of +securities on issue | |||
| KSLAA: Unquoted performance rights issued to | 4,346,815 | |||
| senior executives | ||||
Part 6 - Other Listing Rule requirements
The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not need to complete this Part) and:
-
your response to Q2.1 is “+securities issued under an +employee incentive scheme that are not being immediately quoted on ASX”; or
-
your response to Q2.1 is “Other”
| Question No. |
Question | Answer |
|---|---|---|
| 6.1 | *Are the securities being issued under Listing Rule 7.2 exception 131and therefore the issue does not need any security holder approval under Listing Rule 7.1? Answer this question if your response to Q2.1 is “securities issued under an employee incentive scheme that are not being immediately quoted on ASX”. |
No |
| 6.2 | *Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? Answer this question if the response to Q6.1 is “No”. |
Yes. |
-
1 Exception 13 An issue of securities under an employee incentive scheme if within 3 years before the issue date:
-
(a) in the case of a scheme established before the entity was listed – a summary of the terms of the scheme and the maximum number of equity securities proposed to be issued under the scheme were set out in the prospectus, PDS or information memorandum lodged with ASX under rule 1.1 condition 3; or
-
(b) the holders of the entity’s ordinary securities have approved the issue of equity securities under the scheme as an exception to this rule. The notice of meeting must have included:
-
a summary of the terms of the scheme.
-
the number of securities issued under the scheme since the entity was listed or the date of the last approval under this rule;
-
the maximum number of +equity securities proposed to be issued under the scheme following the approval; and
-
a voting exclusion statement.
-
Exception 13 is only available if and to the extent that the number of +equity securities issued under the scheme does not exceed the maximum number set out in the entity’s prospectus, PDS or information memorandum (in the case of (a) above) or in the notice of meeting (in the case of (b) above).
Exception 13 ceases to be available if there is a material change to the terms of the scheme from those set out in the entity’s prospectus, PDS or information memorandum (in the case of (a) above) or in the notice of meeting (in the case of (b) above).
- See chapter 19 for defined terms 31 January 2020
Page 11
| This appendix isnot available as an online form Please fill in and submit as a PDF announcement |
This appendix isnot available as an online form Please fill in and submit as a PDF announcement |
Appendix 3G Notification of issue, conversion or payment up of equity +securities |
|---|---|---|
| 6.2a | *Date of meeting or proposed meeting to approve the issue under listing rule 7.1 Answer this question if the response to Q6.1 is “No” and the response to Q6.2 is “Yes”. |
26 May 2021 |
| 6.2b | *Are any of the +securities being issued without +security holder approval using the entity’s 15% placement capacity under listing rule 7.1? Answer this question if the response to Q6.1 is “No” and the response to Q6.2 is “No”. |
No |
| 6.2b.1 | *How many +securities are being issued without +security holder approval using the entity’s 15% placement capacity under listing rule 7.1? Answer this question if the response to Q6.1 is “No”, the response to Q6.2 is “No” and the response to Q6.2b is “Yes”. Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure B to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1 to issue that number of securities. |
Not Applicable |
| 6.2c | *Are any of the +securities being issued without +security holder approval using the entity’s additional 10% placement capacity under listing rule 7.1A (if applicable)? Answer this question if the response to Q6.1 is “No” and the response to Q6.2 is “No”. |
Not Applicable |
| 6.2c.1 | *How many +securities are being issued without +security holder approval using the entity’s additional 10% placement capacity under listing rule 7.1A? Answer this question if the response to Q6.1 is “No”, the response to Q6.2 is “No” and the response to Q6.2c is “Yes”. Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure C to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1A to issue that number of securities. |
Not Applicable |
Introduced 01/12/19; amended 31/01/20
- See chapter 19 for defined terms 31 January 2020
Page 12
Appendix 3Y Change of Director’s Interest Notice
Rule 3.19A.2
Appendix 3Y
Change of Director’s Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
Introduced 30/09/01 Amended 01/01/11
Name of entity: Kina Securities Limited ARBN: 606 168 594
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Greg Pawson |
|---|---|
| Date of last notice | 21 April 2021 |
Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Direct or indirect interest | Direct |
|---|---|
| Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest. |
N/A |
| Date of change | 28 May 2021 |
| No. of securities held prior to change | 630,803 Ordinary Shares 719,532 Performance Rights |
| Class | Performance Rights |
| Number acquired | 683,414 FY2020Performance Rights |
| Number disposed / vested | Nil |
| Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation |
Nil |
| No. of securities held after change | 630,803 Ordinary Shares 1,402,946 Performance Rights |
| Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back |
Allocation of 683,414 Performance Rights (Rights) under the Kina Performance Rights Plan comprising 350,041 Short Term Incentive (STI) Award Rights and 333,414 Long Term Incentive (LTI) Award Rights for the financial year ended 31 December 2020 (FY20), as approved by shareholders at the AGM held on 26 May2021. |
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 1
Appendix 3Y Change of Director’s Interest Notice
Part 2 - Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Detail of contract | 1. FY2018 STI Rights and FY2018 LTI Rights (FY18 Rights) 2. FY2019 STI Rights and LTI Rights (FY19 Rights) 3. FY2020 STI Rights and LTI Rights (FY20 Rights) |
|---|---|
| Nature of interest | 1. At the Annual General Meeting held on 23 May 2018, shareholders approved the issue of the following: a) 228,118 FY18 STI Rights (which vested on 01-Apr-21); and 325,883FY18 LTI Rights 554,001FY18 Rights for the financial year ended 31 December 2018 (FY18) to Mr Pawson under the Kina Securities Limited (Kina) Performance Rights Plan - July 2015 (Kina Rights Plan). |
| 2. At the Annual General Meeting held on 19 May 2020, shareholders approved the issue to Mr Pawson of the following: a) 187,550 FY19 STI Rights; and b) 206,099 FY19 LTI Rights 393,649FY19 Rights |
|
| 3. At the Annual General Meeting held on 26 May 2021, shareholders approved the issue to Mr Pawson of the following: c) 350,041 FY20 STI Rights; and d) 333,414FY20 LTI Rights 683,414 FY20 Rights |
|
| Name of registered holder (if issued securities) |
Greg Pawson |
| Date of change | 28 May 2021 |
| No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed |
Performance Rights |
| Interest acquired | N/A |
| Interest disposed/vested | 683,414 FY20 Rights allocated on 28 May 2021 |
| Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation |
N/A |
- See chapter 19 for defined terms.
Appendix 3Y Page 2
01/01/2011
Appendix 3Y Change of Director’s Interest Notice
| Interest after change | a) 325,883FY2018 Rights, which will vest three years from grant date i.e. on 1 April 2022. b) 393,649FY2019 Rights comprising 187,55 STI Rights & 206,099 LTI Rights which will vest on: i) STI: two years from grant date i.e. on 1 April 2022; and ii) LTI: three years from grant date i.e. on 1 April 2023. c) 683,414FY20 Rights comprising 350,041 STI Rights & 333,414 LTI Rights which will vest on: i) STI: two years from grant date i.e. on 1 April 2023; and ii) LTI: three years from grant date i.e. on 1 April 2024. 1,402,946 Performance Rights |
|
|---|---|---|
Part 3 -[+] Closed period
Were the interests in the securities or contracts detailed above No traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the trade to Not applicable proceed during this period? If prior written clearance was provided, on what date was this Not applicable provided?
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 3